Waiver of Section 5. 01. The daily management of cash, payables and receivables by the Acquired Company from the Closing Date to the Actual Closing Date shall be subject to the provisions of Paragraph 33 of this Amendment, and shall not be subject to the covenants under Section 5.01.
Waiver of Section 5. 07(a) of the Credit Agreement. The Required Banks hereby waive compliance by the Borrower with Section 5.07(a) of the Credit Agreement for the period from and including June 30, 2001 through and including September 29, 2001 (the "Waiver Period"); provided that the foregoing waiver will terminate and cease to be of any force or effect on September 30, 2001.
Waiver of Section 5. 6 of Contribution Agreement and Section 9.7(b)(i)
Waiver of Section 5. 1(a) (Limitation on Debt).
Waiver of Section 5. 13. The Lenders hereby waive compliance by the Borrower and its Restricted Subsidiaries with the provisions of Section 5.13 of the Credit Agreement solely with respect to any provision contained therein that would require Xxxxxx County Partners, Inc. (i) to satisfy the Collateral and Guarantee Requirement or (ii) to be or become a party to any Security Document or the Intercompany Security Agreement, or to grant any of the Liens provided for therein or in such Section 5.13.
Waiver of Section 5. 1(a) (Limitation on Debt). Compliance by the Guarantor with Section 5.1(a) of the Guaranty Agreement is hereby waived for the period beginning September 30, 2005 and ending December 31, 2005, provided that (i) the Consolidated Leverage Ratio for the period ending September 30, 2005 shall not exceed 4.25 to 1.00, and (ii) the Guarantor and its Restricted Subsidiaries shall not incur any Debt during such period from the date of this Second Amendment through December 31, 2005, other than (A) Debt incurred under the Bank Credit Agreement not to exceed at any time $195,000,000 in an aggregate principal amount outstanding, (B) Debt incurred pursuant to a Euro working capital facility not to exceed at any time 10,000,000 Euros in an aggregate principal amount outstanding, (C) Debt incurred pursuant to a working capital facility not to exceed at any time $10,000,000 in an aggregate principal amount outstanding, (D) a Guaranty of Debt of Libbey Glassware (China) Co., Ltd. relating to a construction facility not to exceed at any time $30,000,000 (or the equivalent amount in foreign currency) in an aggregate principal amount outstanding and (E) other Debt not to exceed at any time $1,000,000 in an aggregate amount outstanding.
Waiver of Section 5. 05. The Lenders hereby waive compliance ---------------------- by the Borrower with the requirements of Section 5.05 in respect of Holdings and MergerSub for so long as the Borrower is in compliance with the requirements of Sections 6.03 and 6.04.
Waiver of Section 5. 2. The Agent and the Lenders hereby waive (a) the Default with respect to, and compliance with, the provisions of Section 5.2 of the Loan Agreement solely in connection with the posting by the Borrower of that certain irrevocable documentary letter of credit P-266843 dated November 20, 1996 issued by Chase for the benefit of Banco Commercial Antioqueno S.A., as Fiduciary in the face amount of US $816,000.00, and (b) the Default with respect to Section 4.7 (a) of the Loan Agreement for failure to notify the Agent and each Lender of the Default described in this paragraph.
Waiver of Section 5. 8. The Agent and the Lenders hereby waive compliance with the provisions of Section 5.8 of the Loan Agreement solely with respect to (a) the transactions contemplated by the Exchange Agreement (the "Exchange Agreement"), dated as of December 23, 1996, by and between the Borrower and JEDI, a copy of which is attached hereto as Exhibit A and (b) the transactions contemplated by the Shareholder Subordinated Loan Agreement, a copy of which is attached hereto as Exhibit B.
Waiver of Section 5. 9(c). Notwithstanding anything in the Term Loan Agreement to the contrary, the Lenders hereby waive any Default or Event of Default that may have resulted from the failure of the Company to comply with the requirements of Section 5.9(c) of the Term Loan Agreement prior to the effectiveness of this First Amendment and Waiver.
